Joseph A. Kelly
Joe has 25 years of experience helping companies solve and avoid legal problems. His practice focuses on Business Restructurings, Commercial Litigation, and Employment Law.
In his Business Restructurings practice, Joe represents committees, lenders, trustees, unsecured creditors and debtors in commercial workouts and bankruptcies. He has substantial experience in contested confirmation hearings on behalf of both creditors and debtors. He also represents traditional and mezzanine lenders across the country in complex debt and asset restructurings and asset dispositions in and out of bankruptcy court. He has substantial experience both prosecuting and defending preference, fraudulent conveyance, and complex commercial fraud actions. He also regularly drafts complex loan agreements and related secured and mezzanine transaction documents, cash collateral orders, forbearance agreements, intercreditor agreements, and related agreements and pleadings on behalf of lenders and debtors.
In his Commercial Litigation practice, Joe represents business clients in a wide range of matters such as business valuation disputes, trade secret disputes, construction litigation, health care litigation, general contract disputes, and disputes arising from asset and stock purchase agreements. He also provides advice to senior executives and boards of directors on risk management and strategic responses to difficult situations.
In his Employment Law practice, Joe provides day-to-day advice and counseling to private and public company senior management and human resources professionals on all aspects of employer/employee relationships. He negotiates and drafts contracts, including employment agreements, noncompete agreements, confidentiality agreements, consulting agreements, option agreements, and severance agreements. When litigation arises, Joe aggressively defends his clients' interests in matters including Title VII, FMLA, ADA, ADEA, wrongful discharge, contract, and noncompete litigation. He has represented business clients in courts across the country and before numerous state and federal agencies.
- Prosecuted and defended numerous preference and fraudulent conveyance actions.
- Represented secured and mezzanine lenders in numerous financing transactions and workouts including drafting complex loan agreements and related transaction documents, cash collateral orders, forbearance agreements, and intercreditor agreements.
- Represented client in successful purchase of over $8,000,000 in secured debt and restructure of debt with borrower.
- In re: Fairview Club Properties, LLC, et al (Bankr. M.D. Tenn) - Successfully represented Lender in all facets of case including contested confirmation hearing with result of denial of confirmation and liquidation of debtors.
- In re: Van Becelaere (Bankr. M.D. Tenn) - Successfully represented Debtors in contested confirmation hearing. Obtained cramdown confirmation over objection of creditor.
- In re: Nukote International, Inc., et al. (Bankr. M.D. Tenn.) - Represented Official Committee of Unsecured Creditors in the bankruptcy of international toner manufacturer.
- In re: A & F Electric (Bankr. M.D. Tenn) - Successfully represented Debtor in contested confirmation hearing. Obtained cramdown confirmation over objection of creditor.
- In re: Ronnie R. Wallace & Sarah V. Wallace (Bankr. M.D. Tenn.) – Represented secured creditor in reorganization including multiple §363 collateral sales and cash collateral issues.
- In re: M2 Direct (Bankr. N.D. Ga.) – Represented secured lender of software technology company in all facets of Chapter 11 bankruptcy, from cash collateral to sale of property and liquidation of debt.
- In re: Total Fitness Systems, LLC, et. al. (Bankr. M.D. Tenn.) – Represented equipment lessor and major creditor in all facets of Chapter 11 case.
- In re: Ultrafab, Inc. (Bankr. W.D. Tex.) - Represented secured lender of metal fabricator in all facets of Chapter 11 bankruptcy, including cash collateral and plan confirmation.
- In re: McAuley's Inc. (Bankr. W.D. Tenn.) - Represented secured lender of manufacturing concern in all aspects of Chapter 11 bankruptcy case, including cash collateral, negotiations with unsecured creditors and other secured creditors, plan confirmation and post-confirmation issues.
- In re: Information Packaging, Inc. (Bankr. M.D. Tenn.) – Represented secured lender of multi-state printing/binding operation in all facets of Chapter 11 bankruptcy, including cash collateral and collateral disposition.
- In re: Avionics Systems, Inc. (Bankr. N.D. Cal.) – Represented junior secured creditor of aircraft repair company in all facets of Chapter 11 bankruptcy case, including bankruptcy sale.
- In re: EZ Scaffold Corp. (Bankr. M.D. Tenn.) - Represented secured creditor of scaffold company in Chapter 11 in all aspects of case, including cash collateral, collateral disposition, stay proceedings and adversary proceedings with other secured creditors.
- In re: Butterfly Group, LLC (Bankr. M.D. Tenn.) - Represented secured creditor of music packaging company in all aspects of Chapter 11, including cash collateral and collateral disposition.
- In re: Compression, Inc. (Bankr. S.D. Ind.) - Represented secured creditor of tool and die company in Chapter 11 bankruptcy, including bankruptcy sale by competitive auction.
- In re: United Shows of America (Bankr. M.D. Tenn.) – Represented Chapter 11 Trustee of fair and exhibit company in all aspects of Chapter 11, including asset disposition, negotiation with creditors, and avoidance actions.
- In re: Physion, Inc. (Bankr. M.D. Tenn.) – Represented debtor medical technology company in involuntary bankruptcy proceeding.
- In re: Auburn International, Inc. (Bankr. Mass) - Represented secured creditor of industrial concern in Chapter 11 bankruptcy, including bankruptcy sale of patented technology.
- In re: MBA Marketing Corporation (Bankr. S.D. Ohio) – Represented secured lender in all aspects of case from cash collateral to asset disposition in Chapter 11 bankruptcy liquidation of athletic store franchise.
- Represented one of nation's largest home health care companies in breach of contract action related to asset purchase agreement.
- Represented mezzanine debt and equity holder in disputes over valuation of stock warrant; interference with contract claim; and estate of guarantor/key man insurance policy regarding insurance proceeds and valuation of equity interest.
- Defended publicly traded health care company in action for defamation, malicious prosecution, and interference with contract.
- Represented equipment Lessor in proceeding for writ of possession and damages against multiple defendants.
- Represented electrical contractor in dispute related to construction of department store.
- Represented leading metal producer in breach of contract action with aluminum processor.
- Obtained injunction for financial transactions technology company in unfair competition suit against competitor.
- Defended lender in action involving lender liability, defamation, breach of contract, Tennessee Consumer Protection Act, Fair Debt Collection Practices Acts, and Fair Credit Reporting Act.
- Represented beneficiaries in elective share dispute in Probate Court and in appointment of an administrator.
- Represented transportation company in breach of contract suit.
- Represented lender in complex fraud action related to failure of large cotton concern.
- Defended hospital in breach of contract suit by physician.
- Defended nursing home in action by medical provider for interference with contract.
- Represented junior lender in dispute with senior secured lender related to subordination agreement.
- Represented pharmacy company in suit for violation of non-solicit agreement, civil conspiracy, and interference with contract.
- Represented automobile dealer in action to recover personal property and in defense of consumer protection counterclaim.
- Represented plaintiff in breach of contract dispute over Letter of Credit.
- Represented mezzanine lender on numerous actions to collect on promissory notes and guaranties.
- Represented defendants in trade secret and non-compete lawsuit related to sale of business.
- Defended internet company in trademark lawsuit.
- Represented trust beneficiaries in action against institutional trustee.
- Represented company and company owner in commercial fraud case. Successful representation included multiple facets - litigation, purchase of secured debt and UCC sale.
Non-Compete and Employment Litigation
- Represented national laboratory company in numerous employment actions in state and federal courts.
- Prosecuted and defended non-compete actions for businesses in numerous industries including health care, retail, manufacturing, technology, service, and transportation.
- Defended a leading international furniture maker and retailer in employment actions in state and federal courts across Tennessee – claims included race discrimination, sexual harassment, age discrimination, retaliatory discharge, FMLA, and breach of employment contract.
- Defended a leading national home health care company against Title VII, FMLA and other actions in state and federal courts in Tennessee, Georgia, Nevada, Louisiana, Oklahoma, and Missouri.
- Defended medical college in suit alleging age discrimination, COBRA violation, Tennessee Human Rights Act violation, conversion, and retaliation against ERISA whistleblower.
- Defended the nation's largest not-for-profit community service organization in employment actions in state and federal courts in Middle Tennessee.
Highlights & Recognitions
- The Best Lawyers in America©, 2008-2017
- Included in 2010, 2011, 2013, and 2014 editions of Mid-South Super Lawyers®
- Named "Best of the Bar" in Business Litigation by the Nashville Business Journal
- Recognized in 2005 and 2006 in Nashville Business Journal "Best of Bar" issue by managing partners of region's largest firms in area of litigation
- AV rated, Martindale-Hubbell®
Memberships & Affiliations
- Fellow of the American Bar Association
- Member: Tennessee Bar, Bar of United States Supreme Court, Sixth Circuit Court of Appeals, Eleventh Circuit Court of Appeals, United States District Courts for Eastern, Middle, and Western Tennessee
- Member: Nashville, Tennessee, and American Bar Associations
- Past Chair of Middle District of Tennessee Federal Court Committee
- You're Fired!: 5 Rules for Terminating Employees
- You Mean I had to File There? Inherent Problems with the Perfection of Security Interests in Unregistered Copyrights
- All the World's a Stage: The Internet and Employment Law
- How Bad is It? The Employment Outlook for 2012 and Beyond
- Is that Your Final Answer? Appeals of Arbitration Awards
- Secured Creditors and the Absolute Priority Rule
- Joint Defense Agreements
- Piercing the Corporate Veil in Tennessee
- The Keys to Keymon: Examining a Recent Case on Trade Secret Law in Tennessee
- Injunctive Relief for Fraudulent Letters of Credit
- How to Use an Expert Witness Effectively in Tennessee Courts
- You Got to Know When to Hold 'Em; You Got to Know When to Fold 'Em: Limits on the Business Judgment Doctrine's Protection of Officers and Directors
- The ADA Amendments Act of 2008 - What Every Employer Must Know
- 5 Rules for Making Construction Litigation Less Painful or How to Avoid Being Turned into Sausage
- You're Fired!: 5 Rules for Terminating Employees
- Genesco v. The Finish Line: Buyer's Remorse and MAE Litigation
- A Primer on the Treatment of IP Licenses in Bankruptcy
- Frost Brown Todd Attorneys Recognized in 2016 Editions of Mid-South Super Lawyers® and Mid-South Rising Stars®
- 168 Frost Brown Todd Attorneys Listed in The Best Lawyers in America© 2017
- 175 Frost Brown Todd Attorneys Listed in The Best Lawyers in America© 2016
- 8 Frost Brown Todd Attorneys Named to Mid-South Super Lawyers®; Two Attorneys Named to Rising Stars®
- 175 Frost Brown Todd Attorneys Listed in The Best Lawyers in America© 2015
- Six Frost Brown Todd Attorneys Named to Mid-South Super Lawyers®
- 172 Frost Brown Todd Attorneys Recognized in 2014 Best Lawyers®
- 167 Frost Brown Todd Attorneys Recognized in 2013 Best Lawyers®
Civic & Charitable Organizations
- Tennessee Bar Association, Bankruptcy Section, Executive Council
- CJ2K Foundation, Director
- Past Member Board of Directors, University of Tennessee System Alumni Board - Middle Tennessee
Non-FBT Publications and Events
"Perfecting Security Interests in Registered and Unregistered Copyrights," UCC Law Journal, Volume 45, 2013